EXHIBIT A: Support Services
This Support Services overview (“Support Services”) describes the support Heads Up will provide Customer, as listed on an Order Form and as described in the Agreement. Terms used but not otherwise defined in these Support Services have the meanings set forth in the Agreement.
1. Included Support.
1.1. Support Services shall be provided by Heads Up’s staff of personnel trained in the technical aspects of the Software. During the Subscription Term, the Software shall include each new Update when and as it is made available by Heads Up. Updates are made available to Customer as part of the Support Services at no additional charge to the Customer. Support Services shall also include:
a) Commercially reasonable efforts to provide corrections of Software or Documentation due to defects in the Software or Documentation.
b) Improvements to existing functionality provided by Heads Up but not otherwise separately priced or marketed by Heads Up.
c) Telephone consultation and advice during Heads Up’s normal business hours on use of the Software. For purposes of this paragraph, normal business hours shall mean the hours of 7:30 am to 7:30 pm EST Monday through Friday; but excluding recognized national, state, and Heads Up holidays.
d) Enhancements to comply with applicable federal and state laws and regulations of the state where the Customer is located to remain in compliance with applicable laws and regulations, including, but not limited to, HIPAA rules and regulations as may be enacted from time to time.
2. Modifications.
Heads Up reserves the right, but shall not be obligated, to update the Software including, but not limited to, user interfaces, features, procedures, and Documentation, provided Heads Up uses commercially reasonable efforts to provide Customer with prior written notice before rolling out each such modification.
3. Regulatory Modifications.
The Parties acknowledge and agree that any federal or state regulations requiring modifications to the Software are included in the Support Services and shall be available to Customer on or prior to the effective date of the required regulatory modification, for no additional charge, so long as Customer is not in default of any of its obligations arising pursuant to this Agreement.
4. Designated Contact.
Customer shall notify Heads Up of a designated contact regarding Customer’s communications with the Heads Up in regard to Support Services, including a contact person for practice management and, if applicable, a contact for the electronic health record.
5. Exclusions From the Support Services.
Heads Up is not required to perform Support Services for problems caused, directly or indirectly, by: (i) modification of the Software by the Customer or their agents or representatives; (ii) Customer’s misuse of the Software; and (iii) Third-Party Services malfunctions where the product was not supplied by Heads Up. Upon Customer’s requests to correct the foregoing problems, all corrective services provided by Heads Up shall be deemed supplemental, and thus chargeable to Customer at Heads Up’s then-current rates for Professional Services.